This is a revision of a competing continuation / renewal. The period 7/1/2001 - 6/30/2006 continued work funded since 1984. This period resulted in 1 book, 37 journal articles, and 14 book chapters related to working memory and its development in childhood. Working memory is the collection of processes that keep limited information in an especially accessible form for use in ongoing cognitive tasks. To build on theoretical progress, I emphasize recent research on the roles of two types of processes: those requiring attention and effort, and those taking place automatically. Our research on working memory in elementary school children and adults is sharpening notions of what develops in that time range, including changes in both the scope and control of attention (e.g., Cowan, Fristoe et al., in press). Our child research also provides insight into theories of adult processing. For example, the working memory tasks that best predict mental aptitudes seem to be those for which covert verbal rehearsal cannot be used efficiently;not necessarily tasks that include separate storage and processing components as conventional wisdom suggests (Cowan, Elliott et al., 2005). Our current aims address three basic questions: (1) What is the role of working-memory storage in a form abstract enough to extend across different types of codes (i.e., a central memory)? (2) Is attention used to store information, or only to defend the stored information from interference? Finally, (3) How are capacity and retrieval speed related? Even though correlations between retrieval speed and memory ability are high, experimentally increasing this speed did not improve capacity in children (Cowan, Elliott et al., 2006). To examine the role of attention in working-memory storage, the proposed followup research involves various procedures (e.g., dual-task designs to probe which processes interfere with which types of memory;verbal-spatial association memory tests to identify an abstract, cross-code, central type of memory). Speech response timing is used with multi-word chunk teaching procedures to estimate the capacity of attention- related working memory in chunks. The research could help to clarify a wide range of cognitive disorders that involve working memory (e.g., learning and language disabilities and attention deficits). It could indicate whether normal functioning of working memory depends on attention for storage or just for processing information that is of practical import in formulating plans for clinical treatment and diagnosis.